0001127602-14-021652.txt : 20140627
0001127602-14-021652.hdr.sgml : 20140627
20140626153219
ACCESSION NUMBER: 0001127602-14-021652
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140624
FILED AS OF DATE: 20140626
DATE AS OF CHANGE: 20140626
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Google Inc.
CENTRAL INDEX KEY: 0001288776
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 770493581
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650 623 4000
MAIL ADDRESS:
STREET 1: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SCHMIDT ERIC E
CENTRAL INDEX KEY: 0001242463
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36380
FILM NUMBER: 14942639
MAIL ADDRESS:
STREET 1: C/O GOOGLE INC
STREET 2: 1600 AMPHITHEATRE PARKWAY
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2014-06-24
0001288776
Google Inc.
GOOG
0001242463
SCHMIDT ERIC E
C/O GOOGLE INC.
1600 AMPHITHEATRE PARKWAY
MOUNTAIN VIEW
CA
94043
1
1
Executive Chairman of Board
Class C Capital Stock
2014-06-24
4
S
0
212
561.6584
D
2510538
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
347
562.5641
D
2510191
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
171
563.517
D
2510020
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
884
564.5309
D
2509136
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
514
565.3191
D
2508622
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
196
566.3938
D
2508426
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
453
567.6348
D
2507973
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
786
568.5119
D
2507187
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
1463
569.5497
D
2505724
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
894
570.5985
D
2504830
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
974
571.3663
D
2503856
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
106
572.29
D
2503750
I
By The Schmidt Family Living Trust
Class C Capital Stock
2014-06-24
4
S
0
24
561.6584
D
150558
I
By Schmidt Investments LP
Class C Capital Stock
2014-06-24
4
S
0
40
562.5641
D
150518
I
By Schmidt Investments LP
Class C Capital Stock
2014-06-24
4
S
0
20
563.517
D
150498
I
By Schmidt Investments LP
Class C Capital Stock
2014-06-24
4
S
0
101
564.5309
D
150397
I
By Schmidt Investments LP
Class C Capital Stock
2014-06-24
4
S
0
59
565.3191
D
150338
I
By Schmidt Investments LP
Class C Capital Stock
2014-06-24
4
S
0
22
566.3938
D
150316
I
By Schmidt Investments LP
Class C Capital Stock
1237406
D
Class C Capital Stock
20676
I
By The Schmidt Family Foundation
Class C Capital Stock
695861
I
By Schmidt Investments LP Fund II
Class C Capital Stock
7932
I
By Schmidt Ocean Institute
Class C Capital Stock
78612
I
By Schmidt Science and Philanthropic Foundation
Class A Common Stock
43097
D
Class C Google Stock Unit
17048
D
Class C Google Stock Unit
87862
D
Class C Google Stock Unit
1550
D
Class C Google Stock Unit
796
D
Class A Common Stock
13784
I
By The Schmidt Family Foundation
Class A Common Stock
52408
I
By Schmidt Science and Philanthropic Foundation
Class B Common Stock
0
Class A Common Stock
1194309
1194309
D
Class B Common Stock
0
Class A Common Stock
149782
149782
I
By Schmidt Investments LP
Class B Common Stock
0
Class A Common Stock
693086
693086
I
By Schmidt Investments LP Fund II
Class B Common Stock
0
Class A Common Stock
2503750
2503750
I
By Trust
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $561.04 to $562.00, inclusive. The Reporting Person undertakes to provide to any security holder of Google Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) through (12) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $562.01 to $563.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $563.01 to $564.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $564.01 to $565.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $565.01 to $566.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $566.01 to $567.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $567.01 to $568.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $568.01 to $569.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $569.01 to $570.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $570.01 to $571.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $571.01 to $572.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $572.01 to $573.00, inclusive.
Each share of Class A Common Stock was issued upon the conversion of one share of Class B Common Stock at the election of Reporting Person.
On January 29, 2014, Google Inc. declared a stock dividend, as a result of which all holders of record of Class A Common Stock on March 27, 2014 received on April 2, 2014 one share of Class C Capital Stock for each share of Class A Common Stock outstanding (the "Stock Dividend"). These GSUs were previously reported as GSUs entitling the Reporting Person to receive one share of Google Inc.'s Class A Common Stock for each share underlying the GSU as the GSU vests. As a result of the Stock Dividend, these GSUs were adjusted and each share underlying the GSU now corresponds to one share of Class A Common Stock and one share of Class C Capital Stock.
The Class C Google Stock Units ("Class C GSUs") entitle the Reporting Person to receive one share of Google Inc.'s Class C Capital Stock for each share underlying the Class C GSU as the Class C GSU vests. This grant vest as follows: 1/4th of the grant vests 12 months after vesting commencement date and 1/16th each quarter thereafter until the units are fully vested, subject to continued employment with Google on the applicable vesting dates.
This grant vests as follow: 1/16th of the grant will vest on May 25, 2015, and an additional 1/16th will vest quarterly on the 25th day of the month until GSUs are fully vested, subject to continued employment on such vesting dates.
This grant vests as follows: 5/8 of the 8,266 shares vest on September 25, 2013 and 1/16th of the remaining grant will vest on November 2, 2013 and each quarter thereafter, subject to continued employment on the applicable vesting dates.
This grant vests as follows: 31/48 of the 4,773 shares vest on September 25, 2013 and 1/48th of the remaining shares will vest on October 2, 2013 and each month thereafter until the entire grant is fully vested, subject to continued employment with Google on the applicable vesting dates.
All shares are exercisable as of the transaction date.
There is no expiration date for the Issuer's Class B Common Stock.
All of the transactions reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plan adopted by the Reporting Person.
/s/ Valentina Margulis, as attorney-in-fact for Eric E. Schmidt
2014-06-26